Carnival
by Storm O
Summary: After successfully stopping Cobra from their diabolical plan, Wild Bill makes a profound discovery at the local carnival.


Disclaimer: This takes place after the cartoon episode "The Phantom Brigade". I named the young American pilot Jimmy; all other names and the GI Joe trademark and name belong to Sunbow, Hasbro, Marvel, and Devil's Due.

AN: Thanks to Scarlett Phoenix for the beta read. This fic was born by my own creativity. I watched the cartoon episode mentioned above, and soon after, I heard a song on the radio that inspired this fic.

**Carnival**

As the morning sun continued to rise in the eastern horizon, the small team of GI Joes stood somberly while Duke buried the remnants of the coveted items that held the three phantom ghosts to the living world. The team stood behind Duke, their heads bowed as they each observed a private moment of silence. Wild Bill flanked Duke on his right, watching each shovel of dirt being placed caringly on the locket, ring, and golden coin, his heart heavy with the thoughts of meeting the young World War I pilot, Jimmy. His mind thought of the pilot's story and remembered seeing the youthfulness embedded in the soldier's face. Eyes, shaded by glasses, looked at his teammates before stopping briefly to watch Duke slide his arm across Scarlett's shoulders.

"Okay team, let's get our gear and equipment and head back," Duke's voice broke the silence. "By the time we get back to Custom Munitions, it will be nightfall. We will leave in the morning. Tolbukin has offered us housing for the night in the part of the base that was not destroyed by Cobra."

Scarlett nodded as she began to walk with Roadblock and Duke towards their vehicles. Duke's arm remained on her shoulder, but she stole a glance back at the freshly moved earth.

"What's wrong?" Duke asked curiously.

"Nothing. Just saying goodbye," Scarlett answered softly.

When the team began to move, Wild Bill glanced up into the sky and swore he saw Jimmy and Jenny fly off in the ancient World War I bi-plane. His mustache hid the corners of his lips as they curled upwards. Once the plane disappeared, the cowboy started to trail behind his teammates as they headed towards their few pieces of equipment. The WHALE would hold most of the team, and Snow Job and Snake Eyes would return to the Carpathian Mountains to recover their Snowcat. His long stride brought him along side Cover Girl. "Hey, Little Darlin', you wanna ride back in the Dragonfly?"

Cover Girl smiled at the tall, polite cowboy. "That'd be wonderful, Bill." They walked in silence a few steps before she admitted, "You know, part of me is sad for Jimmy and Jenny, but the other part of me is happy that they are reunited, even though they are gone from this world. Does that sound strange?"

"No, Court. Love is a powerful emotion," he replied. Upon reaching the Dragonfly, he opened the canopy and offered, "After you, Darlin'."

"Thank you, kind Sir," she replied with a smile.

Wild Bill started the motor, and soon the chopper was flying up into the sky. Each of its passengers was quiet, lost in their own thoughts. Occasionally, one of them would speak, commenting on the ghosts and, at times, talking about how low Cobra Commander was for summoning those spirits to do his evil work. Each phantom had died tragically but was bound to the world by the three objects that Cobra Commander had in his possession.

Several hours later, Wild Bill landed the Dragonfly on the tarmac of the munitions factory, and the two weary soldiers climbed out. Tolbukin and Ivan greeted them. "Thank you so much. Where are Sgt. Hauser and the rest of the team?" Tolbukin asked, noticing that only the cowboy and one female soldier returned.

"They are on their way. Land and sea travel takes a bit longer than air," Wild Bill explained in his deep Texan drawl.

"Oh, that is good," the base commander replied. "We have four rooms set up for you gents." He looked at Cover Girl and continued, "You and the other female soldier will be sharing a room in the officers' barracks." Shaking his head, he apologized, "We don't have any female barracks."

"That is okay, Sir. As long as it has a bed or two," she answered, sighing quietly and repressing a yawn.

Tolbukin nodded. "I know you both are probably really tired, but our annual carnival is in full swing. It's located along the beach. If you both want to get some sleep and freshen up, you can borrow a vehicle and go check it out. If the others are coming by land and sea, they will not be back for several more hours."

Wild Bill and Cover Girl looked at each other. "Thank you for your hospitality. I think a walk through the carnival would be a wonderful idea," Wild Bill quickly answered before turning to Cover Girl and asking, "You will accompany me, won't you?"

Cover Girl couldn't help but smile. "Of course, Bill. How could I say no?" She chuckled. "It'll be a nice way to relax and unwind."

"Great. You two will love it. I'll secure a jeep for you. When you are ready to leave, just swing by my office," Tolbukin directed.

Both of the weary Joes nodded as their bodies began to feel the impact of the battle and fighting the ghosts and Cobra. "Shall we meet up about 1700 hours?" Wild Bill asked Cover Girl.

"That'll be perfect. Thank you, Tolbukin, for your generosity," Cover Girl told the base commander.

Smiling, Tolbukin led the two Joes back towards the housing units. "The officers' quarters are that way." He pointed straight ahead and handed Cover Girl a key. "The top floor, last room on your right."

"Thank you," the former model repeated, taking her key. "I'll see you both in a few hours," she called out and headed for her room.

"You're welcome, Ma'am," Tolbukin acknowledged and then turned to the cowboy, who bid Cover Girl 'sweet dreams'. "My friend, your room is right over there. The lower level, first room on the left," he said, handing Wild Bill a key.

"Thank you, pardner. I better get a move on it and get me some shuteye," the cowboy stated, walking towards his assigned room.

The base commander smirked behind his gray moustache. "Are you seeing what I'm seeing?" he asked Ivan, who had walked up beside him.

"No Sir," Ivan quickly answered, immediately on guard since he didn't know what the base commander meant.

Tolbukin laughed. "At ease, my boy. Just go get them a jeep ready and some maps," he ordered, leaving to go to his office as the stupefied soldier shook his head and walked off to retrieve a jeep. The recent crisis and attack on the factory had been weird, and Ivan just wanted to retire to his quarters and make a special telephone call to his girlfriend.

Cover Girl took a shower to wash off the dirt and grime from her active day before crawling into the bed and drifting off to sleep. Her dreams were full of the past day and night's activities. At times, her dreams were interrupted by the young pilot's sad face as he spoke of his girlfriend, Jenny. Pulling the covers up close to her chin, she thought about the real meaning of love and how strong it was. The Mongolian warrior and the American pilot were both bound to earth because of a wedding ring and locket, each portraying an unending love. She remembered the pilot asking the warrior and the Roman soldier if they remembered what love was like. After a few hours of intermitted sleep, Cover Girl got up, changed into her spare pair of fatigues, and started towards the main offices.

Wild Bill stepped into the spare quarters and took a shower before he collapsed on the sofa bed, immediately falling asleep. His dreams were also permeated with the recent activities, as his mind kept replaying that last look at Jimmy and Jenny as they flew off and out of this world. They looked so much in love, and his heart had an ache that he rarely allowed himself to feel. He woke up a few times, recalling his vivid talk with Cover Girl as they made their way back to the munitions factory. He had spent a lot of time with her during the last twenty-four hours in the cockpit, the first time that he really talked to her about things other than motors and other topics discussed at the PITT. There were many things that he found out recently he had never known about the pretty tank jockey. Glancing at his watch, he stretched and changed into a pair of clean BDUs. He began his trek towards Tolbukin's office.

Wild Bill saw Cover Girl walking across the pavement. "Evening, Darlin'," he greeted, tipping his hat to her.

Cover Girl laughed, feeling refreshed after her shower, catnap, and change of clothes. "Evening, Chief Hardy," she replied, strolling up to him as the two of them continued to the office.

Wild Bill cast a sideways glance at his female teammate. Her shoulder length, auburn hair lay softly across her shoulders. It was freshly washed, and the early evening breeze fluffed it gently in the wind, sending a scent of vanilla and coconut to greet his nostrils.

Cover Girl caught Wild Bill's look and smiled at him. She noticed his neat and clean-shaven face. His moustache was trimmed perfectly, and as a calm breeze blew, she caught a whiff of his cologne.

Tolbukin met them outside of the main building. Greeting them, he urged, "Come on and follow me." He began to walk away but cast a glance behind him to be sure Cover Girl and Wild Bill followed his lead. "Your teammates radioed ahead and should be here within an hour or two."

Wild Bill politely replied, "Okay. Did you inform them that we were here but leavin'?"

"I did," Tolbukin proudly said. "It sounded as though a few of your friends may check out the carnival after they get here. Sgt. Hauser said that they had slept on the hovercraft and land transports. He wished me to tell you two to go and have fun."

Cover Girl and Wild Bill both looked at each other, shrugging at the base commander's statement. "Sure, as long as Duke has approved it, I'm all for a little carnival fun," Cover Girl stated, her eyes shining in the descending sun.

"He did, my dear. You two go right on ahead and have fun," Tolbukin quickly replied. "Here you go." He handed Wild Bill the keys. "Ivan wrote down some directions for you also."

Wild Bill laughed heartily and refused the keys. "Sorry, pardner. I fly 'em, and she drives 'em. That's a-how it is, and that's a-how it's a-gonna be."

Cover Girl blushed at Wild Bill's comment as the base commander apologetically handed her the keys with a raised eyebrow. "Don't worry, Sir. I'm an extremely safe driver," she purred. When Wild Bill started to snort from laughing so hard, she playfully slapped him on the arm and slipped behind the steering wheel. Starting the engine, she remarked with mock sarcasm, "Bill, get in, or I'll let you walk to town."

"Alrighty, Ma'am," the cowboy recovered before looking at the shocked base commander. "It's an inside joke, Sir. She's topnotch at our motor pool, although the little lady has a lot of lead in that hoof."

"I heard that, Bill," Cover Girl replied, glancing back at the cowboy and base commander. She let the jeep roll a few feet before she stopped, impatiently waiting for Wild Bill to join her. "Hurry up, William. My _hoof_," she punctuated, "is getting agitated."

Tolbukin had started to tell the cowboy that his ride was leaving but stopped as he noticed she had halted the vehicle. His facial expression went from concern to shock and then relief, mixed with a splattering of confusion. "Uh, well, if you ask me, she's too damn beautiful to get all greasy."

"Hooey. She looks so darn cute covered in grease and oil," Wild Bill drawled in a hushed whisper. He jumped into the passenger's seat. "Thank you, Tolbukin. Courtney, lead the way to some fun."

Tolbukin waved and watched the two American soldiers drive away. Once they passed the gate, all he saw was a cloud of dust and heard a loud "YeeHaw" erupt from the speeding jeep. Shaking his head, he grinned as he watched the disappearing jeep. He couldn't resist setting the two Joes up or at least suggesting the carnival. His wife would say he was nuts; but if she saw them, she'd say they were twitter-patted.

Cover Girl and Wild Bill discussed the base commander's kindness during their couple of hours of downtime as they drove into town. She found the carnival easily and parked along the street.

"Come on, Darlin'. Let this ol cowboy win ya a stuffed animal at the carnival games," he proposed.

"Those are all rigged, Bill," she refuted, chuckling as the cowboy jumped out of the jeep like a teenager. She had to admit that she felt pretty relaxed now. She had never had this much time alone with the cowboy before and had enjoyed talking to him. He had plenty of stories from his childhood days to share, and his laid-back country charm intrigued her.

"Only if you let them be, Courtney," Wild Bill explained, grabbing her arm gently and pulling her towards the crowed carnival.

Cover Girl willingly followed him, wrapping her hand around his arm as he led the way. Once inside the gates, she looked around at all the happy couples playing carnival games and eating cotton candy. The noises of people having fun on the carnival rides met her ears, and she smiled an awarding winning smile. It had been ages since she had been to a carnival. When Wild Bill asked her what she would like to do first, she pointed to a few of the wild carnival rides, including the bumper cars, before laughing out loud at the cowboy's expression of horror. "I ride with you, but I'm a-not gonna ride on those," he exclaimed. "How about the Ferris wheel o'er yonder?" he recommended.

"Wimp!" she immediately retorted jokingly before nodding her head. She kept her hand on his arm as he led the way to the ticket booth and purchased twenty "Admit One" tickets.

On their way to the Ferris wheel, they stopped at a few games to try their luck. Cover Girl shook her head as they both lost at the target-shooting game. "Do not ever let Duke know we did this and lost," she warned.

"Oh, trust me. No one but you and I will ever know about this," Wild Bill answered and then told the attendant, "We'll be back. I **will** hit the bulls-eye."

The attendant grinned and patronizingly replied, "Of course you will, Laddie."

The line at the Ferris wheel snaked around several pylons, and they each stood side by side as the line slowly inched forward. One of the many junk food booths sat diagonally from where Cover Girl and Wild Bill stood. "Cotton candy or an ear?" Wild Bill asked, looking over at his female companion.

"Surprise me, Bill," Cover Girl answered with a sly grin.

"You are an evil woman. If I guess wrong, you may make me walk back to base, and I don't think these tired doggies would make it that far," he joked, alluding to his feet.

Smiling at his comment, the tank jockey shook her head. "Bill, you can't guess wrong. I like them both, although it has been a 'coon's age since I have had either one."

Wild Bill's laughter echoed through the crowd, mixing smoothly with the shouts of joy and excitement from the other carnival guests. "If you say so, Darlin'. I'll be right back."

As he wandered over to buy some junk food, Cover Girl stayed in line, watching the other patrons and stepping forward as the line moved. She looked around at the sea of happy faces, and she remembered the phantom ghosts that they encountered earlier that day. At one point, a break in the carnival attractions and the fencing allowed her to see the nearby beach, which Tolbukin had mentioned. Wild Bill's return startled her slightly as her thoughts had wondered back to her childhood, remembering summer walks along the beach at her grandparent's lake cottage. She would take off her shoes and walk peacefully for hours along the edge, feeling the soft, hot sand and the water lap at her bare feet. "That was fast," she quickly covered, focusing her attention back to the cowboy, who was standing beside her.

"What can I say?" he quipped. "I charmed the attendant." Wild Bill had noticed the direction of her gaze and the beach area outside of the carnival.

Cover Girl rolled her eyes as she looked back at the booth. "I seriously hope you didn't try to charm _him_," she stated.

Wild Bill chuckled to himself, realizing that she knew he was fibbing, and changed the subject. "How about before we leave, we take a walk along the beach?" he hinted.

"If you want to, but we don't have to, Bill," she replied. "I was just remembering some childhood memories. No big deal."

"Shoot, Darlin', you deserve to walk along the beach whenever you want to," he countered, laying an arm across her shoulders and offering her a caramel apple.

Cover Girl's brown eyes brightened as she saw the caramel delight. "I hate to disappoint you, Bill," she teased, "but this is not cotton candy or an elephant ear. I know it has been a long time, but this looks like an apple on a stick, dipped in caramel."

Playing the game and not missing a beat, Wild Bill boasted, "Courtney Krieger, you are a genius!" He watched her shake her head in mock dismay before he explained, "These were just being freshly dipped, and I thought they looked good. I'll get you your cotton candy fix before we leave. We can nibble on it while we take a walk in the surf and sand. Deal?"

"Deal," she agreed, chuckling at his explanation and taking a bite of her caramel apple.

Wild Bill followed suit as they both moved closer to the front of the line. Once their apples were devoured, they talked about going to the county fairs in their respective hometowns. When it was their turn at the front of the line, Wild Bill graciously offered, "After you, Milady."

Cover Girl smiled and slipped into the seat, sliding over to the outside edge. Wild Bill sat down beside her and pulled the crossbar down. "Hang on, Darlin'. These things can be scary. Even worse than your drivin'," he joked.

Ignoring his comment about her driving, she refuted, "Only if the car stops at the top and starts to rock."

Wild Bill did a double take as he thought he saw a serious look in her eyes. He grinned devilishly while smoothing his moustache down before he laid his arm behind her, resting it on the back of the car. He patted her shoulder as the wheel started to move. "Don't fret a thing. I'll protect you from the swingin' car," he confidently promised.

"Yeah, just don't be the cause of it, Buster. I have horrible memories of my brother traumatizing me at a young age. I literally tried to get out of the car once when we were stopped way up there. I didn't care that we were high up off the ground. I just wanted out of the moving car. My dad and mom were in the car behind us, and Dad had to stand up and stop the car's motion. Curt never rocked the car again," she revealed happily, an evil glint in her eyes.

Wild Bill laughed at her last comment. "I tormented my cousins at the fairs too. I seem to recall on more than one occasion my backend being tanned by my pop." His revelation was met with laughter as they rounded the top of the Ferris wheel. They both looked around. "There's your body of water." He pointed from his viewpoint.

Cover Girl leaned forward to see around him and looked at the sparkling water. "Wow," she sighed. "Really, lakes are not my cup of tea, but I do enjoy seeing them occasionally. Like I said, it brings back some fond memories."

Wild Bill nodded as they descended to complete their first trip. The next two trips were non-stop, and this time they marveled at the carnival lights and the many patrons, who had trickled in since they had arrived. Their final trip began with the rounds of stops as people got off and new riders got on. Halfway to the top, they both witnessed a mother and two kids, stopped at the very top of the Ferris wheel. One of the kids decided to rock the car, which freaked out his sibling, causing her to scream at the top of her lungs. The mother berated the son, telling him to "stop it", while she tried to calm her screaming daughter.

Cover Girl winced at the terrifying sounds but chuckled softly at her memories, while Wild Bill did the same but remembered that he was normally the antagonist. When it was their turn to stop at the top, Cover Girl glared over at the smirking cowboy sitting beside her. "Don't even think about it," she warned affably.

"Who me?" he innocently queried, looking around to see whom else she may be speaking to. He watched her scowl and decided that it would be better if he didn't rock the boat, or in this case, car. Suddenly, a gust of wind blew in from the lake, and the car started to sway. Wild Bill looked at his teammate, chuckling quietly to himself.

"You did that!" she exclaimed accusingly, a touch of humor in her voice.

"Now Darlin', how would I do that?" he countered, suppressing a laugh.

"I don't know, but I know you are behind it," she replied, beginning to chuckle as the car continued to sway back and forth.

"Just hang on, Little Lady," Wild Bill told her, moving his hand from the back of the car onto her shoulder. It comfortably rested there as he felt her soft hair against his bare arm. Cover Girl unconsciously moved closer to the soldier occupying the seat with her and leaned her head gently against his upper arm.

Wild Bill looked down at the former model as a thought crossed his mind. _Sure_, he admitted to himself, _he was attracted to her; most of the guys were_. She flirted right back with them, but something always told him that she never took their remarks seriously.

"You know, Bill," Cover Girl whispered, "this isn't so bad."

"No, this is heavenly," he remarked, thinking that she was commenting on the closeness of the two.

His warm breath blew across her ear, and it dawned on her that she was snuggled a bit too closely to the Warrant Officer. Chiding herself for neglecting fraternization regulations, Cover Girl lifted her head and looked up into his eyes while she attempted to move away. "I'm sorry, Bill. I…"

She never finished her apology since Wild Bill's lips silenced her. It was a tender kiss on the lips. His moustache tickled her nose, and she instinctively moved one of her hands, with the intent of placing it on his chest and pushing away; but before her rational brain could decide what to do, he broke the kiss and gazed down at her shocked face. Trying to quickly judge her reaction, he charmed her by saying, "Shucks, Darlin', don't think nothin' of it. Just don't try to push me out of this swingin' car or make me walk back to base. I'll behave myself, I promise."

A smile spread across her lips as she warmly looked at the cowboy. "I'd rather you break that promise and do that again," she boldly requested, the sparkling carnival lights catching the sincere look in her eyes.

"My pleasure, Courtney," Wild Bill answered, bending down and meeting her lips again. This time, his lips found hers willingly returning the kiss.

High above the ground, the cowboy and tank jockey squelched their haunted thoughts of love and loves lost. The Ferris wheel car continued to sway in the breeze as the two Joes experienced a new kind of magic at the carnival without knowing that two of their teammates observed their kiss.

"Did you see that?" Scarlett asked, arching a surprised eyebrow.

"See what?" Duke quickly countered, looking at the beautiful counterintelligence agent beside him.

"I didn't think so," Scarlett smugly replied, smiling to herself and glancing at the smirk on Duke's face. She knew that she and Duke, along with Lady Jaye and Flint, were breaking the fraternization regulations with their relationships, but she wasn't about to blow the whistle on Cover Girl or Wild Bill. They were all aware of the regulations, and they were also well aware that General Hawk looked the other way in regards to the relationships on base. "I think I want to ride on the Ferris Wheel," she blurted out, winking at Duke.

"I think that sounds like a wonderful idea," Duke concluded as they got in line. They watched Cover Girl and Wild Bill exit the ride and disappear into the crowd. "Do you think I'll get a smooch from you while we are up there?" he slyly asked.

"If you play your cards right, maybe," Scarlett teased, snaking her arm around his waist.

"I like those odds," he quipped, pulling his girlfriend tightly against him as the line moved slowly towards the entrance of the Ferris wheel.


End file.
